Brief Interludes
by myshippingdock
Summary: Fleeting interludes between Gray and Ultear. set in Canon. Compliant with canon events. one-shots. two-shots. etc.
1. Chapter 1

Disclaimer: If they were mine, Gray and Ultear would be wholly, explicitly, and heartrendingly canon, popularity be damned.

What hurts the most is how close they are and how the feelings between them are so damn easy and special and mutual and natural. The romantic progression and yearning to be closer is such a natural progression for them and a tangible expression of their mutually cherished relationship, and progressive feelings for one another, that it is such a shame it wasn't explicitly explored by Mashima in canon.

**#Pulsing Life**

_She's pulsing life,_

_Rising above dark waters,_

_Illumined by gray shadows,_

_Still burning bright,_

_Pushing past ripples of sins,_

_And lost happiness,_

_He is silent,_

_As she slips away beyond his reach,_

_And he is afraid,_

_There are some places he wants to go,_

_But he knows he can't,_

_He is so aware,_

_Of places gone wrong,_

_The places that could be right again,_

_Eluded him._

_Happiness was brief,_

_Always fleeting,_

_Sublime._

_Sad._

_And Unattainable._

_Not for him._

_._

_._

_._

_Like Her._

She splashed into the wildly thrashing waters as he released the ice holding her captive. Tears melted down her wet cheeks, dropping and tangling with the cleansing skies raining down on her.

He waited a nervous beat, holding his breath.

Before the next thump of his heart, she broke surface…

Rising above the storming water-line, dripping wet and clutching herself; her amethyst hair fanning behind her like dark purple ripples, tangled thick in the hidden depths of the illuminating gray waters.

He sank back into the waters, floating face up; her unconscious vulnerability pricking him as he kept her in sight, watching over her with his dark eyes.

She seemed to him like a broken doll, Or a dark water nymph; empty and deprived,

The barely breathing shell of a nymph that should have been alive and pulsing with the power of life.

A mistreated, drowned kitten without claws to lash at him.

Lost. Battered. And cornered against her will.

Drained of every bit of her vibrant magic and purpose in life.

...

_Then what did that make him?_ ...

The guilt-ridden ogre who wanted to be kind, but broke her instead?

...

He looked away abruptly, feeling a cold bite in his gut.

...

He was more than a little battered himself, drifting along painfully beside her.

Close enough to glimpse her dark, haunting orbs blurring from the corner of his averted gaze. Dusky, throbbing tears of her regrettable past clung to her smoky lashes and soaked skin…glistening afresh, like the darkest morning dew…gliding wearily down her pale cheeks… over and over again,

Mingling with the hammering raindrops descending down on them from thundering blankets of night, and fading twilight shadows.

_She was like sorrow caving in._

Bathed in ocean cold waves of inescapable truth and warm, hard misery.

_He could hear her._

Hurting, and pulsing with the sweet-sad remnants of her bittersweet life, weirdly vibrant even in her disgrace.

_He could see her. All of her._

Broken, vulnerable, and exposed.

_He could feel her. _

Wanting more from the world than her miserable cursed existence of a life.

_And he understood her._

_They were both one mistake away from a happier existence,_

_Once upon a time, _

_And they had both failed. Miserably. And Horrifyingly. _

_And it hurt._

It hurt to look at her so he looked up at the pulsing skies thundering down at them.

_All she wanted was love. _

All she yearned for was to go back to a time before she hated her Mother.

_To find a love that had always been hers._

To change her cursed existence into a life where she can find happiness.

_All he yearned for was to wish his childish, mad desire for revenge away so Ul didn't have to die for him._

To find her engulfing compassion that had been his to appreciate, a little too late. And more.

_But she hadn't known that happiness was always there waiting for her. __And he hadn't known what the cost of his transgression would be. _

_And they had both lost because of it._

_And what a miserable life she had led because of it! __He hurt._

For her.

For Ul.

For Him.

For all the things that _hadn't been conveyed_ because her misplaced rage had sought a terrible retribution from Ul.

For all the things that _couldn't be conveyed anymore_ because his foolish, dark desire for revenge had stolen that away from them both.

_He understood her._

_In a way, different as they were, they were the same._

_Except he had Ul and Fairy Tail. They saved him._

_She had nothing except her ugly memories. And him. _

_A boy she resented with all the force of the cracks in her blackblackheart._

_And he knew he didn't have the right. And he knew he didn't know how to save as well as Ul. _

_But he would damn well try. _

_Because he was the one who took Ul away from her._

_He looked up wearily. _

He hadn't realized how wild Mother Nature had become. The skies and ocean waves were raging furiously since he plummeted off the broken cliff-edge with her..._he stretched his fingers up toward the crying blankets of storming night, keeping himself afloat with his other hand._ And he tried to wrap them around the force of her dropping tears, holding them up with his palm and pushing against them, but to no avail.

_The heaving drops…they kept slipping through his fingers...again ….and again. and again._

_He couldn't contain its sorrow._

_He couldn't reign it in._

_He couldn't make it stop._

_He couldn't brush it away._

He couldn't do anything.

_And he wanted to. So bad._

_But he couldn't._

He couldn't fix or change anything for her.

_He couldn't_ even if he tried. _Nothing _he did would be enough.

No matter how hard he wished it.

_She wouldn't let him_.

_She_ wouldn't let him.

_So the storm outside matched the storm within them._

…_._

He threw shadowed glances at her. She looked reluctant to step outside.

_Maybe she didn't._ _Maybe she didn't want to leave here._

The _Galuna Ocean was home._

These waters were _Ul_.

They held the jagged pieces of her past _Ultear_ hadn't been aware of.

_Of course she didn't want to tear herself away. __It was painful for her._

Some part of her didn't want to separate herself from the numbing, frothing waves of amethyst-gray tearing at her. Because she knew now_ that these waters were alive._ _That Ul herself melted into these waters, and- _

_Once upon a time, she was just a little girl who wanted to live happily ever after with her mother. And she never even got her once upon a time, let alone her happy everafter. _

_All that little girl in her had wanted was to be with her mother one more time._

_And now she couldn't. She had found her mother again after all this time. She knew her mother loved her. She knew her mother never abandoned her. _

_But she couldn't 'be' with her again. Because of him._

_He_ had killed her mother.

_He had killed Ul._

And any chance _Ultear_ had of reuniting with her.

_He had no right._

No right to get close, or make any pathetic attempts to contain her tears anyway.

_Not somebody like him._

_He_ was the reason she couldn't find the happiness she sought.

_He_ was the sole reason the mother she could no longer hate was beyond her reach now.

_He doubted she would want his care._ _And it hurt._

It hurt to think how different things could have been if there was just one or two things they had both done differently.

_But they hadn't._

_And so he understood the gaping distance between them._

There was nothing but a bridge of painful memories connecting them-

…

He leaned his head slightly towards her, his cheek against the cool water surface so he could see her. He wanted to memorize his last glimpse of her. He – _he couldn't see her!_

_His gray iris widened, panic seeping into them. He couldn't see her._

He felt a strange numbness gripping him.

_He imagined her sinking;_

_Slipping under the surface, and willingly seeking the merciless embrace of screaming tides of bottomless ocean…._

…_.the image of her moist vulnerable iris glazing with hapless tears, and sinking strength flashed before him….and he felt it…._

…_the crushing weight of her sins holding her down refusing to let her resurface…_

_And he trembled._

He plunged in after her without a second thought; without waiting to see if she would surface on her own. _How could he not have realized she would be plagued with dark depressing thoughts determined to pull her under?_

He struggled, pushing hard against the enclosing black waters…

_He was underwater with her again…_

_Reliving the feeling of being focused on her and sinking under with her in emotional abandon, suffocating and pushing wildly against each other; the piercing pressure of the merciless waters pressing all around them, the pain in his damaged ribs building._

He forced his eyes open against the crushing currents for sight of her.

_Ultear!_

Her name repeated in his head in a mindless mantra as he sought her. _And when he finally saw her, he reached wildly for the dark sinking blur in the murky waters._

'_Ultear!'_

He grasped her cold wetness still pulsing with life against his broken body, and struggled with her for the surface, fighting against the assaulting waters.

_He could tell she was still conscious! _

_And it chilled him…_Because she didn't resist. Him or the relentless waters trying to take her down, pulling her away from him. _He realized then she didn't have any strength or will left in her to care, or fight anybody or anything anymore._

_She didn't care if she lived or died._

_He unconsciously tightened his grip around her, clutching her closer._

…_.._

He rose above the angry, tearing surface, carrying her in his arms and made his way, painstakingly slow, to the rocky shores ahead of them. Every cell in his body hurt, but he refused to let go of the soft weight against him. He told himself he must hold on till they were resting safely on shore. They could steady themselves there, and recover from their exertions.

They were both cold to the touch and aching everywhere. It was a relief, almost comforting to be this close to her- _another_ warm body- he corrected himself, for the brief seconds before they touched land. _They could be warm for a while- quietly stealing warmth from each other and share their body heat in silence- without a word or sound till it was time to let go._

He scoffed internally at himself as he stared fixedly ahead at their destination. It almost sounded like he was saying they should cling to each other for as long as they could, _because this proximity wasn't going to last long and he knew it_.

He cleared his throat.

Or as _Juvia _would decode it – _cuddle and make hot steamy love under crying stormy skies to melt away the pain or something inanely silly, and elemental, and romantic like that._

Yes. That girl _would_ definitely interpret his "steal warmth and share body heat" thought in exactly that way he supposed dryly. She would also turn into ice cold water and try to drown them both, or maybe just Ultear, if she realized _whom_ his almost illicit wave was directed at.

_He paused_. He had literally just weaved a very vague, round-about, almost-romantic juvia-like fantasy around _Ultear_.

_If you could call it that_… Whatever.

At least it wasn't anything as wild or torrid as Juvia's illicit imaginations tended to be. Those were quite beyond his normal comprehension.

_He was glad she wasn't here however, and couldn't read his mind._

A few more inappropriate, almost-fantasies about Ultear had just now, very weirdly taken root in his exhausted brain since he had begun this weird train of thought a minute ago.

_It was pathetic. He was pathetic._

He was aching something terrible all over, and in no condition to be having useless sultry imaginations the likes of Juvia, and far be it for him to even think about acting on them. He couldn't perform well under these conditions anyway, regardless of whether he was under or over Ultea- _What the hell kind of direction were his thoughts taking?_

Damn! Juvia was a seriously baaad influence; speaking of which, she was really not going to like this bit of development in his head one bit.

He didn't care either way. It wasn't Juvia's business how he thought about Ultear in the privacy of his thoughts anyway. No matter how much she would like for it to be.

But he still really shouldn't be entertaining weird thoughts about Ultear at a time like this. Or ever, for that matter. Period.

_He wasn't quite sure what to make of his own thoughts… _

_Chalk it up to pain and exhaustion? ..._

Yeah, he must have hit his head really hard against the rocks or the water waves earlier; _when they were rolling around, and he was entangled in her; wrestling and free falling together…_

_That induced some very powerful, and insanely suggestive images in his head again..._

He found himself weirdly torn between ruing and thrilling to the fact, filled with a fresh awareness of the unconscious intimate contact, and little physical space between them at the time.

_In angry headlock; necking furiously; limbs tangling, and so damn engrossed in each other they crashed hard into the waves together before they noticed_.

_For fuck's sake, what the hell was wrong with him today?_

Why was he turning something so sacred and tangible between them- _something that had them so powerfully and emotionally absorbed in each other they didn't realize, or care they were falling off a cliff-edge_ -into something almost sexual, when it shouldn't really be like that between them…right?

_He had no right._

Damn! He was frustrated- _sexually frustrated-, an evil voice inside him whispered, which he ignored, of course. _He wanted to agonizingly rough his fingers through his wet hair, but his arms were occupied… with _her_ …. she was in his arms right now…. soft, wet and compliant.

_Fuck, talk about rotten timing and rotten visuals… she had him in a weird sort of bind right now._

A secret odd part of him right then wished he knew what it felt like to have his body ache so bad simply because he made wild, passionate love to a woman.

_Maybe then his imagination wouldn't be acting up because of stupid stuff like this._

He was _used_ to his body suffering from throbbing aches and bruises all the fucking time because of some raucous or another, 8 parts courtesy of Natsu, and 2 parts Fairy Tail shenanigans, but _never_ because of a woman. Well, except for _Erza_. She certainly made his body ache in a lot of complicated ways plenty of times, but that was quite a misleading statement by itself…

_He looked down at Ultear suspended gently in his stiff arms -after their soul-altering, rage-expending, passionate romp in the woods and waters -he couldn't help unnecessarily reminding himself dryly- going on another needless weird spiel…_

Her eyes were unbelievably wide, almost like she couldn't believe he was bothering to carry her out of the water to safety. He paused his wild thoughts momentarily, his heart clenching painfully.

_She had that low of an opinion of him, did she?_

She bit her parted lips, and his eyes followed the movement. They were bruised and swollen, like the ragged red of a broken heartbeat still throbbing with life.

_It was a mistake. To look at her lips was a mistake._

To look at her when his mind was plagued with vague, disjointed inappropriate thoughts of her had been a mistake. _The image of her presently did nothing to help dispel his 'particular' thoughts._

She looked like a woman thoroughly loved. Or more appropriately, a woman irreparably abused. _If he was functioning normally, he would focus on the second frame of thought easily, and promptly stem down the innuendo inducing thought process he seemed currently prone towards._

However more of the awful, unlikely cliché ideas, not unlike those spouted by Cana in her drunken stupors, _(had she always been such a pervy drunk?)_ or in the exaggerated romance novels on Lucy's book shelves, _(how did she read stuff like that with a straight face?)_ or Juvia's flowery, imagined delusions _(how much crazier could her thought processes get? He didn't think he wanted to know)_ flooded him.

_The guild's reaction if they saw him like this, and they looked something like they did now on a normal, regular day after a mission drifted into his fried brain._

…

_He covered Juvia's zealous overreaction to the idea of him and any woman, and he wasn't going over it again. Given her sincere obsession of him, he might expect her to surround herself with depressing rains for a while, especially when she realized Ultear taking center stage in all his fantasies was explicitly and implicitly Gray-sama's choice and Ultear herself was without blame. At least until Lyon came around to charm her out of her blues or so Gray hoped for her sake._

_Cana would tease him and look at him knowingly. She would say Ultear looked like Gray ripped her away from the violent, punishing kisses of a lover he disapproved of. Or maybe Gray was the terrible passionate lover who had reduced her to such a miserable state…?_

_Just to push his buttons and it would work._

_Lucy would wink cheerfuly at him and look sympathetic. She might playfully agree with Cana's first assertion, and add that Gray probably fought someone really hard to save Ultear, judging by how beaten up they looked. Then borrow from her painful, trashy romance novels, and laughingly say, "Don't you think Ultear looks like she is finally happy to be secure in the arms of her unforgiving savior? I'll bet Natsu that Gray just rescued her from the violating, unwanted assaults of a dreadful rapist!"_

_She would know what that feels like. The poor kids been assaulted one too many times to keep count._

_Levy and Wendy would be thrilled and buy into the exaggerations, nodding emphatically and slip into wistful daydreams of their own._

_Alzack and Bisca would shyly glance at each other and wish they were them. Mirajane would just chuckle fondly and Elfman, Lisanna, and the rest would wish him luck. Natsu would be thrilled they were back and totally clueless, remark insensitively they looked like they lost terribly and ask Ultear and Gray if they wanted him to beat them up some more. Happy and Charle would fly around them and say something on purpose to embarrass Gray. _

_And Erza? Whoa, she would knock Natsu on the head and be concerned for them, then blush silly and promptly hold the sharp end of her sword to his neck. Asking him with a straight face if he compromised her chastity and if he intended to take responsibility by marrying her…__ { "I have a wedding dress if you'd like to borrow it Ultear!"}, __after__ she attempted to seduce Ultear to the right side herself with uncompromising goodness, _and_ made sure Ultear was incapable of hurting Gray in any way__and no longer the same villainess who tried to manipulate Gerard_, _of course__._

_She would probably be the hardest to evade because of the ugly history between the four of them._

Fuck. The people in his life were really something else.

And he really needed to put a stopper on the irrelevant, ridiculous scenarios popping up in his head. He was spending too much time with Juvia recently. Not that he had a choice; she refused to leave him alone for too long. And not that he minded too much either. She was a good friend and fun to hang out with, and he _was_ flattered, but he preferred it when she was normal and kept her obsessive, romantic pursuit of him to a minimum.

In any case, her imaginative tendencies were superbly wild, and horribly catching it seemed.

Only, instead of Juvia, _Ultear was taking over on the rare occasion his 'fantasies' decide to pay him impromptu visits like today_.

_And it unnerved him._

It didn't bother him, being in the privacy of his mind and all, but he suspected _Ultear_ would be unhappier than _Juvia_ if she gained access to his thoughts.

_And the thought unnerved him more. Damn._

_Either way, he was too bloody exhausted to filter his thoughts. And Ultear was too blasted sad and vulnerable, too blasted appealing and familiar, too blasted soft and wet, and too blasted close to him right now for her own good…_

He stumbled suddenly, tripping on a rock, and going hard on his knees.

_His vengeful karma had come back to haunt him. _He scraped his elbows hard against the rocky, uneven landscape, even as he embraced her closer still, holding her above ground.He winced terribly as she cringed for him, exclaiming and placing her palms against his bare chest in concern, _but he didn't drop her_.

That she cringed for him when he fell, made the pit of his stomach burn with embarrassment and humiliation, serving to instantly sober his thoughts for him. He was ashamed and felt properly chastised for his inappropriate string of thoughts earlier.

_He was a fool. A damn fool._

For a while, he had forgotten that he had no right.

_And that he had killed her mother._

How could he feel right in thinking about her any further, in any way?

He couldn't allow himself to even want to be close to her.

He couldn't want her to be his family or friend or anything; _least of all, a lover._

_She said she didn't blame him for Ul's death_, but she hated Ul when she said that.

She was playing a part then, lying through her teeth and thinking him a gullible, disposable little fool.

_It was different now. Her hatred was gone._

She didn't hate her mother.

And she didn't seem to hate _him_.

(_shecringedinconcernforhim_ and said, _"Gray, i-its fine. I can walk. Don't-"_ and he had cut her off gruffly, _"its fine. It's not far."_ and refused to let her go.)

Maybe she didn't want him touching her, _butshedidntsayanythinguntil hefell_. He preferred to believe she was concerned about him, even if unconsciously. _Still, even if she did not hate him anymore_…he accepted she might still _notlike_ him and _notlike_ being around him.

_He had to._

For her, _he_ was nothing but an eternal reminder of all her pain and mistakes. He had sealed away her darkness like Ul had done for him, but he didn't expect that to hold much weight with her. They had been strangers before this after all. _He_ had heard of _her_ from Ul, but _she_ didn't know of _him_ at all, until that fateful horrible day _she_ felt abandoned by Ul in favor of _him_.

There was no reason to expect her to want to further their acquaintance.

_There was no reason for her to want to have anything more to do with him._

So he ignored her, and refused to put her down, or make eye-contact with her, carrying her stiffly to the flattened rock ahead, and leaning her carefully against it with difficulty…the few, brief seconds he tried to situate her against the rock, his lips brushed accidentally against her ear and cheek, and he sucked in a breath as she shivered involuntarily, _most likely from the cold_.

_But he was very aware of her proximity._

He moved away abruptly, walking woodenly to a safe distance, a painful feeling squeezing his hurting ribs and tightening it. He needed to physically put himself from her, crossing unsteadily over to the elevated rock across her, where his shirt lay, blown over in the scuffle.

The ocean meandered between their little island rocks, connecting them and dividing them from each other, alone and isolated, facing away each other. He had to drag his gaze to the turbulent seas, turning away from her to stare fixedly at it. He forced himself to feel distant from the forlorn figure leaning against the rock behind him and braced himself mentally even as he felt the sting of her listless gaze on his back.

_He had been too close to her for comfort for a bit there._

_But comfort was not something that could be found for them with each other._

And too painfully aware of her and the bare physical distance between them.

But he _was_ her mother's murderer.

_And he should never forget that._

…_._

_He avoided looking at her._

_Looking at her made his heart hurt._

And throb painfully and made him want to close the distance between them and envelop her in his arms, _but he stemmed this ridiculous, irrational urge_.

He could only imagine how the throbbing in her heart would be seven times worse for her, _and unlike him_, made her want to put as much distance between them as she could. So she wouldn't have to refuse his touch if he was ever so presumptuous enough to offer it, _or god forbid_, impose it on her.

Hadn't she had enough imposed on her against her will before her misconceptions corrupted her to darkness? _He'd be damned if he was another addition to that bad list._

_How could he offer her comfort anyway, when he could only see her feeling discomfort in his proximity?_

_He didn't have a choice._

She would be the only exception in his life where he would force himself to hold back, and _notdo_ whatever the damn hell he pleased despite it all.

_His only exception._

His role in her life was done now. He had dispelled her darkness for her. There wasn't much else he could do.

_It was over._

"My fight is over…" she breathed tiredly, echoing him; breaking the heavy silence that had settled between them, and bringing him back to the present.

_He was reminded again that he had no reason to linger or stay here beside her any longer._ Fairy Tail needed him. And she didn't.

_It was as simple and as complicated as that._

He looked around quietly, and picked up his wet slip of a shirt and tied it around his waist.

"….but mine isn't…" he breathed back in response, unconsciously completing her phrase and connecting it back to him.

"…you can't win against Hades…" she offered quietly and hesitantly.

"…._I know_…" he said steadily, surprising her.

_He had figured that out. She was obviously playing him earlier, when she said he was their only hope against Hades._

"…it would be impossible by myself…"

"….."

She looked at him blankly, confused.

_He took an odd sort of comfort in the uncovered, uninhibited truth of her naked present in contrast to the sugar-coated inhibitions of her deceptive past._

"… I won't be fighting him alone…"

A dim light returned to her eyes as she understood him and remembered that he belonged to Fairy Tail.

He felt strangely relieved to find something that looked strangely like concern and acceptance flash fresh in her warm and tired, brandy-onyx-red iris for him;

_It was like she finallyfiguredout what he was about…. finallyfiguredhimout__**,**__ and didn't dislike him too much for it._

H_e allowedhimself_ _tocling_ to the _tinyhope_ that _shedidnt_.

…and he also told himself that it didn't matter…that it shouldn't matter.

_He would never look back and impose himself on her no matter what…_

This was to be the end of their conversation.

_The end of their dalliance._

There was nothing more to talk about.

_Nothing more than an endless stretch of pain between them. _

_They had both done far too much damage._

_To mess with that would be pushing his luck and breaking what little they had salvaged between them today. And he wanted to hold on to that._

…_._

She didn't try to stop him from leaving and he hadn't expected her to…

And he did not look back at her, but he had images of her permanently imprinted in his heart and brain…

_[….every desolate...pulsing…throbbing bit of her… along with the very last one of her leaning alone against the big, uneven, hard rock….small and fragile and still beautiful… the fight expelled out of her…her vibrant, soulful eyes, endless and sad and regretful, but alive again,… a stunned and sated curiosity of him in their dark pretty depths….]_

…when he pushed forward.


	2. Chapter 2

Disclaimer: If they were mine, Gray and Ultear would be wholly, explicitly, and heartrendingly canon, popularity be damned.

What hurts the most is how close they are and how the feelings between them are so damn easy and special and mutual and natural. The romantic progression and yearning to be closer is such a natural progression for them and a tangible expression of their mutually cherished relationship, and progressive feelings for one another, that it is such a shame it wasn't explicitly explored by Mashima in canon.

**#2 Okay to be happy**

_She was there, standing a ways,_

_Stealing his breath away,_

_Charmingly unawares,_

_A million times a day, in mundane ways,_

_Bright daisies and summer sunshine, _

_In rare mischievous smiles,_

_Sweet, sad sorrow in pretty, dark ashen lights_

_Bathing in the light of tomorrow,_

_And sober from the pain of yesterday,_

_Gazing back at him in indecipherable, equivalent delight _

_Sweet sad joy, reflecting back at him, _

_Bathing him in the scent of today._

_And for a brief, fleeting moment,_

_Anchoring back the guilt of yesterday,_

_And he was happy, and unhappy,_ _and his heart felt strangely heavy,_

_He wondered why?_

_Was it because he refused to dwell on things he was afraid to know?_

_If she didn't hate him now, did she like him a little? _

_Was it Okay? Could he befriend? Could he be more? _

_Did she feel closer to him? Or further away? _

_These unworthy thoughts, he squashed, and pushed farther away,_

_Lest she got wind of it,_

_And he felt the wide gulf separating them, grow wider still,_

_He still remembered her though, _

_The broken girl with a broken smile and hapless tears,_

_The memory clear as yesterday,_

_Sublime and alive,_

_In the secret, dark spaces of his guilty heart,_

_And the woman now before him, born anew,_

_Alert, alluring, wide-eyed and fresh; _

_He would remember her too, and wistfully believe,_

_I__n the promise of infinite futures, _

_And a life full of hope and fun and laughter for her,_

_With a place in it for him, _

_And everything good Ul dreamed of someday, _

_For her precious little baby girl,_

_He understood and he wished the same and more,_

_To break open her locks and her shuttered doors, and let Ultear see,_

_Dreams that could begin afresh, _

_And be all that it was afraid to be_

_And be silent about dreams that couldn't,_

_Lest it turn again on them, into a reality ugly and sad,_

_Crumbling to ash, in their resolute, trembling grips. _

_He could only assure her to his awkward best,_

_Not speaking of doubts, and yearnings and things never to be,_

_And tell her it was Okay,_

_Okay to be happy, _

_And let her go,_ _and let her be_,

_A piece of him, _

_And let her slip away __beyond his reach,_

_Dancing to unknowns further from him,_

_For there was too much hurt between them_

_To encroach and mend and revisit,_

_A place she wouldn't want to go,_

_Drag her down,_

_To the depths of her hurt and solitude again,_

_When all she wanted was to change her fate, _

_And all he wanted was to help her get there,_

_And raise her up,_

_And say it was Okay,_

_Okay for her to be happy again._

He whistled as he headed home to his guild pleased with his winnings.

He lazily tossed his pouch full of payment into the air, prepared to grab it again when he let it fall instead, his breath hitching unexpectedly in his throat.

Plonk.

_Of course she was the cause._

He swallowed nervously, moving slowly to pick up his fallen pouch as leisurely as he could. He allowed his gaze to travel back to her, and settle on the vision that froze him in his tracks, causing him to breathe funny.

_Ultear._

_In a dress._

Happily twirling around, in a flimsy, cotton light, bright white, very enticing, very short summer dress; a pastel splash of merry mauve, and apricot flora sprinkled tastefully on it. The hem reached 5 distracting inches above the slender curve of her shapely knees.

_Damn, she was beautiful._

But he already knew that.

She was situated 7 oblivious paces from him, in front of a cheery, colorful dress stall, the cobbled sidewalk and the busy street her bulwark from him. The dress she had on was the sole object of her preoccupation for the moment.

He lingered uncomfortably where he stood, wondering if he should just walk by her quietly, _or say something._ He wasn't sure where exactly they stood with each other. And she hadn't noticed him yet. So he hesitated, compelled to stare shamelessly at her unawares while he made up his mind….

…

_She didn't look a day older than seventeen, _though seven years had passed.

There were changes though…

She looked _good_… _She always looked good, but what he meant was_…she looked…Oh, he didn't know, prettier than before maybe? If that was possible…

_Or maybe it was just that she looked happier. _Yes. _That was it_.

He absorbed the easy, lithe grace of her movements with a guilty pleasure.

The excited spread of her slim fingers as she exclaimed excitedly over her dress, smoothing over the material. The sway of her hips moving in tandem with her excitement.

The simple bare glimpse of her neck and shoulders as she spun her circle.

The wind whipping through her long lilac hair that spun with her.

The sweet delight curving her merry, rouge-less lips upwards.

Even the rare, mellow twinkle lighting up her dark, sober orbs, as she gleefully surveyed the full, alluring effect of her pretty dress in motion.

_He contemplated her in a trance, his dark, brooding eyes missing nothing._

She had the timeless, arresting face of an angel. And an ethereal quality about her; as hauntingly beautiful as ever. But it was put together in a different way this time.

She really did look happier now. And as fresh as a white daffodil. Like she had weathered the storms, and been born anew. Pretty as a picture; alluring in the earthy, approachable way of a warm present and alive future, rather than the detached, cold poisonous beauty of conniving yesterdays.

No trace of lingering bitterness, or resentment marred her soulful beauty anymore.

She was Light. Carefree. Vibrant. And Expressive. Even a bit unburdened.

Those were the words he could choose to describe her now…

_And that was good._ It filled him with an indescribable feeling. An indescribably good feeling.

She was a far cry away from the small, forlorn figure, leaning weakly against the slab of rock he remembered leaving behind, looking empty and listless, and unsure of her direction. _She had changed. _

She had changed for the better. She had found her direction.

_Good._ He was happy for her.

His feet unconsciously lead him toward her, before his brain caught up with the movement. A healthy curiosity took root in the jagged spaces of his frozen, reluctant heart that always felt molten in her presence. He wondered idly about all that had happened to her in the seven years he had been gone.

He was four paces closer, almost beside her, when she seemed to sense his approach and turned his way abruptly, feeling his steady gaze on her.

And locked gazes with him, a guilty, whispered start escaping her, as she drank him in with sober delight, crimson eyes dark, and wide, and fathomless; her slim, slender fingers clutching the material of her dress,

"_Gray_!"

"Ultear…"

He murmured her name in turn, with a quiet, serious nod, a small, awkward grin quirking his lips upward, and raised his hand in greeting at the same time. He was uncomfortable, and rather uncertain what sort of expression he was making, especially because he had just been ogling her without her knowledge a few seconds before. He attempted to shrug carelessly at her, and observed casually, "You, uh, look like you're enjoying yourself."

"Oh, um, Yeahh," she said sheepishly, almost like she was ashamed.

He frowned slightly at that, and narrowed his eyes intently at her. He noticed the twinkle in her eyes dimming to fill with guilty embarrassment instead, and he felt the guilty prick of his prickly conscience.

_She had taken his statement as censure when he hadn't meant for it to be._

"I heard you were back-_that Fairy Tail was back_!" she added hastily, smiling widely at him, steering the conversation away, and feeling self-conscious under his scrutiny. "You haven't changed a bit!"

"Yeah." He responded cautiously, smiling back at her, softening his expression, and trying to look less intense and brooding to put her at ease, "I could say the same to you."

"Really? I've aged seven years though. Don't I look it?" she asked playfully.

He cleared his throat, a restless, nervous knot forming in his stomach, and raised a cool, eyebrow at her. "You know you don't."

"Oh?" she tilted her head sideways, to look up at him sweetly through lowered lashes.

"Fishing for compliments?" he kidded back, mouth involuntarily quirking upwards in a half-smile at her tease.

_God. Was he actually flirting with her?_

She dimpled back at him, relaxing.

_She was damn cute though. He couldn't help it._

"Maybe. Meredy always tells me I haven't changed a bit. _You should see her_. She's grown so much. And real pretty too! Anyway, compliments are nice, especially when they come from a man. Even if he is seven years younger."

She winked at him, making the blocks of ice lodged in his heart melt nervously.

"Don't remind me." he groaned, glowering at her and feeling the brunt of everybody around them having grown older and powerful while he remained the same, "Technically, we are around the same age."

"True that. But alas, Literally, I have grown; in age and in power, while you, mister, have not." She rubbed it in dramatically, poking his chest, while adding, "Anddd, I still haven't got my compliment Gray?!"

_She was flirting back,… maybe..._

_If she was, it was probably because she was bored and looking for some fun._

_Grinning, he curled his fingers around her poking finger playfully, and tugged,_"Whatever, Don't rub it in…" and then abruptly blurted out, "You look good-great, I mean, fine..." he cringed in embarrassment, and let her finger go, surprising himself, and her.

_That compliment was not planned, and far from smooth._

God, he was a stupid, awkward dork. But she looked_ pleased. She didn't seem to notice his fumbling. _And just like that, everything was _fine_.

She was looking up at him, in wide-eyed wonder, like a naughty child who just got handed her favorite cookie jar when she didn't deserve it. He reddened, and shifted his gaze away from the sweet, unsettling child in her, relief flooding him. A self-conscious tension, and unfailing warmth filled him, heating him all the way down to his tingling toes.

"….."

And he relapsed momentarily into an unusual, shy silence, his gawky compliment, and her endearing response hanging clumsily in the air between them.

"….."

"If I twirl for you, will you tell me that again?" she bubbled mischievously, and bit her lip with unexpected solemnity, breaking the awkward tension between them. He couldn't help a rough chuckle escaping his lips naturally, and his hand slipped under his bangs to cover half of his face.

He relented, uttering a soft "Okay" and his hand fell away as his iris darkened indiscernibly, grazing up her face tenderly to gaze into her effervescent crimson whorls. She held his gaze, seeming to hold it for an eternity, as a slow, sensual smile spread over her lips, quirking them serenely at the corners. It was charmingly adult, and endearingly at odds with the evident, childlike abandon with which she spun her circle for him; not knowing he had watched her twirl like that from afar, and waxed poetry and complimented her a dozen times in his head on first sight.

"You look terrific, Ultear..," he confirmed softly in a low, husky octave, "..Damn terrific…" he added more quietly, a hoarse bite to it. There was an unconscious, sweet intensity in his gaze, clear to see if she was looking for it; but she wasn't.

Because Ultear just flushed prettily in response, angling her head sideways, visibly affected by his gaze, but missing the indecipherable emotion in them. And simply smiling gleefully up at him, she purred cheekily, "Hook, line, and sinker."

He broke into a grin, knowing she was being ridiculous on purpose.

"Alright Ultear, you win. You got the compliment you were fishing for-"

She stuck her tongue out at him,

"-Shut up- you _didn't say it_ cause I was fishing for it! You did totally mean it too. You better hav-"

"I did… mean it… So..?" he shot back easily, interrupting her midway, not bothering to deny it. He shrugged his shoulders, and raised a challenging brow at her. He liked the spark in her eye just now. She grinned widely back at him, catching him off guard again. And he ran a nervous, casual hand through his hair.

_He had meant it_. No point pretending he hadn't.

He just hoped he wasn't being so obvious, she would be able to read more than the usual flirtation into it, and be grossed out by him.

"So nothing. I'm just glad," she chirped impishly at him. Her smile grew irresistibly broader as she held his stare, leaning forward a bit; smooth, slender arms reaching behind her back, and linking her fingers together.

"Okay. Good ...So…" he looked away from her unsettling regard, and ignored the reckless, butterflies in his stomach that made it hard to string sentences together, "Lyon mentioned something about you and Melody busting Gerard out of jail?" he finished lamely, inelegantly disconnecting from the playful mood between them.

_Stupid. Stupid stupid._ He really was no good at this flirty, banter thing with _her_.

He had no bloody _experience_. He had plenty of casual, somewhat flirty conversations with girls he was familiar with before, but nobody that made him feel like this.

He glanced back at her and he saw her eyebrows scrunch together in a painful smile.

And suddenly the mood took a melancholy turn because of what he said. _He hadn't meant to flip the mood in a serious direction at all._

"We did. He was being punished for my sins in the first place, so…"

"..so you busted him out," he tried to interject lightly, "That's great isn't it?"

She smiled self-consciously, almost sad.

"Aa. It was the least I could do."

"It's the best damn thing you could've done for him anyway. And _Erza_ too."

She flashed a real smile at him, and it lit up her face, _shooting from the bottom of her aching heart, and settling soothingly in the depths of his._

"Where are they now?" he inquired as casually as he could, "Aren't you travelling with them?"

"Ah, yes, we split up and check things out separately sometimes. I have until evening before I meet up with them next. And you? What were you upto?"

"Oh, mission stuff." He threw his hefty pouch into the air, taking care to perfectly grab it this time.

"Ah I see." She grinned at him, "Looks like it was quite successful."

"Of course" he stated cockily, "Never had a mission that wasn't a _success_."

It was getting way harder, and a bit frustrating recently though, what with his powers so much weaker, and behind the current times. He didn't feel like sharing that particular detail though. _He was sure she was already aware of that anyway._

Sure enough, as if she had read his mind, she chuckled softly, patting his arm comfortingly, "It'll get better Gray, I promise! I think I might know how to fix it…"

"Really?" he looked at her with interest, |"What do you mean?"

"Not telling."

"Great, you sure you're not kidding around with me again?"

"I'm not! You'll know soon, don't worry. Can't go spoiling it! Besides, I'm not so sure about it yet. And I want you to be surprised like the rest of Fairy Tail!"

"_Fine_," he groused, "but it better be good!"

"_That will_ be up to you! There's really no gain without pain."

He raised his eyebrows at her cryptic statement, annoyed.

She just laughed at him and teased, "But seriously Gray, Good on you! You must be pretty good to complete your mission being so powered down."

"I can't tell if you're making fun of me or praising me."

"I am _praising_ you! And ridiculously jealous of that pouch too! We're quite broke at the moment, you know..." she lamented, then tilted her head, staring thoughtfully at it, "hmm, maybe I could steal it from you without your knowledge?"

"Oh really? You could _try_," he allowed, grinning crookedly at her, "How _do_ you get by, by the way? When you're not being badass, -_Clobbering the bad guys out there- badass and stealing their spoils-Cool_ I mean?"

She smiled instantly at his phrasing, scrunching her nose thoughtfully, and responded easily. "Wellll, since we're not an officially recognized guild, we can't take _official _missions posted on the bulletin; not without causing suspicion, and we don't want to do _that_, since we're all _cool _now, you know," she winked coquettishly at him starting those damn butterflies again, "so yeah, _mostly_, we just look for odd jobs here and there to get through." She shrugged casually, "I even have to resort to selling my beauty sometimes."

The grin slipped off his face, a scowl replacing it. "The Hell?"

"Yup." She nodded her head earnestly at him, pressing her lips tightly together, almost fooling him.

"You're NOT serious about that last bit, are you?!" he bit out a tad bit anxiously, quite bothered by that little detail she slipped him, and hoping she was just messing with him.

"I am _serious_," she insisted, unconsciously punching him in the gut, "though I do believe we are thinking of different things right now." She curled her lip inwards to keep her smile from escaping. "You know, I meant little things, like smiling while servicing at restaurants, or modelling for small, unpopular magazines, etc,etc,etc."

She shrugged, "What were _you_ thinking Gray?" she cheerfully questioned him, raising her shapely brows at him, sparkling crimson eyes deceptively innocent, and wide with mirth.

He sighed, feeling discomfited, and glowered at her, even as he turned red again. "You _know_ what I was thinking!"

She was laughing hard now, and holding her stomach as she said between gleeful giggles, " S-sorry, b-but you should have seen the look on your face."

"ha ha ha..very funny" he grumbled dryly, torn between dropping his glare, and tickling her mirth to death, "You're quite evil you know!"

She sobered instantly, smiling softly at him. "I know. I'm sorry."

"I didn't mean-"

"_I know_. Don't worry about it. It's _good_ to know you care though." she said softly, smiling sincerely at him. She then switched topics, a tiny wistful note coloring her voice as she twisted this way and that, elbows up, looking down at herself, "I wish this place had a mirror or something. I want to see for myself what I look like before I leave this lovely thing behind."

"You're not getting it?" he asked, surprised.

"I can't. I'm broke, remember?"

He frowned,

"That'd be a crime. It looks too good on you."

She blushed,

"_Thank you_, but I just tried it on for fun. It's beyond my means anyway-If I could just see my- Ohhh, _Gray_!"

_He just conjured an impressive, elaborate mirror of ice for her, feeling downright smug about the adorable look on her face right now._

"That good enough for you?

"An _ice mirror_! Why didn't I think of that?! It's Perfect, Gray! _You're terrific_!"

She curtsied playfully. "_Thank You!_"

He grinned and swept her a lazy bow, playing along with her.

"Don't mention it."

He felt on top of the world right then, content to watch Ultear goof around.

She was adorable, and amusing, and a goofy grin felt permanently glued to his face.

A regular girl reflected in his mirror; squealing in happiness, and looking delicious, and twirling around, and making ridiculous, endearing poses, quite unlike herself. But she sobered after a while, looking almost sad, and his heart constricted.

_He braced himself_. One minute they were on top of the world, thrilled beyond words, and the next, they were spiraling away, falling off their happy pedestal. She stared seriously at his reflection in the mirror behind her, and whispered in a soft, dark tenor.

"Mirror mirror on the wall. _Who_ is the prettiest of them all?"

He stepped close behind her, staring into the haunted eyes reflected in the mirror, and brought his lips to her ear, never breaking eye contact with her icy reflection. He whispered back in a soft dark, rasp, "They are all pretty, but _Ultear_ without a doubt_. Ultear_ is the prettiest of them all."

She lowered her lashes, pleased he had played along with her, but then looked down miserably, smile curving inwards. "I'm the ugly evil witch who messed up Snow White's life aren't I? I messed up so many lives for my selfish reasons. Melody, Gerard, Erza, …and countless others…_I wanted to destroy yours_, I can't even.."

She bit her lip hard, the expression on her face making him bleed. And he felt a burning need to disillusion her, just a bit. She was unforgivingly hard on herself. And he couldn't stand it.

"I don't see the resemblance." He mock-grumbled, "Are you implying I am anything like Snow White?" he was desperate to get her to smile again, and half succeeded, because a half-sob, half-chuckle involuntarily escaped the sad press of her clamped lips.

"I'm being serious." she admonished.

"So am I." he retorted bluntly, "You're nothing like the old hag in Snow White. She was old, ugly and all dark. She never tried to redeem herself. You're the exact opposite of that."

"Young and beautiful, you mean?" she asked offhandedly.

"_Yes_. You were never all dark. And actively doing your best to redeem yourself, for god's sake! How is that anything like her? Hell, you're more like _Snow White,_if anything. The resemblance in either case, just superficial and a bit circumstantial anyway; _not skin-deep_."

"hmm, gorgeous raven hair, red, rosy lips, flawless complexion and all?" she asked dreamily, trying to be flippant and dismissive. _He wouldn't let her until she understood though._

"_Yes_, also the parts where she was driven to wander into the dark forests, and later gave into temptation, unwittingly biting into a poisoned apple, falling into a deep, dark sleep, blind to the world around her."

"Hmm, I like that." Her lips quirked up impulsively, "Does that roughly make you my Prince charming?" she inquired softly, unconsciously, "hmm, you did bravely charge ahead with broken bones, and damaged ribs and a bleeding heart and all, and rudely woke me up.. .Was that _your_ idea of an unconventional, 'true love's kiss'?

Their gazes fixed intensely on their picture perfect images, reflected tantalizingly together in his ice mirror, something whimsical and undefinable charging between them right then.

The breath caught in his throat at the infinite, delicious possibilities whirling in a sweet hurricane in that loaded question. _He hadn't seen it like that before, but it strangely fit them._

They were strangers before that monumental interaction. _Now, he didn't know what they were. _He wasn't Prince Charming in the least, and an extremely unconventional one at that, but if she could stand him..? If she could _stand_ to see what he did for her as an '_un-conventional, true love's kiss_', then...then-

He opened his mouth, to say _what_he didn't know exactly, but before he could get to it he was struck _dumb_. Suddenly, she was tearing up, and her gorgeous, dark eyes were filling with white, gut-wrenching tears, flashing him her sweet broken smile, and sweet, tearful gaze; her beautiful reflection, poignant and larger than life, and he physically, reflexively, recoils behind her, terrified; his breath catching and knocking the gut out of him, and choking him. And he is clutching his heart, and feeling a million different things at the same time and,- _He knew this feeling_.

He felt something familiar before once- when he gazed into another pair of brandy-red eyes filling with sad tears. The feeling now was seven times as intense, but he recognized what it meant. It brought back memories of his embarrassing, unrequited kid crush on Erza _he had long since outgrown now_; but those horrible pangs were back now, and with an overwhelming vengeance, much stronger than before. Only, instead of Erza, _Ultear_ was the recipient of his feelings, and _the cause_ of his weird behavior.

He had to resist. He couldn't be the only fool in like or love again. And he couldn't feel this way about _Ultear_. He had killed her mother. _He had no right_.

Thinking about Ul brought him back to reality with a forceful punch in the gut. Somehow, indulging in Ultear's bittersweet presence and company, he had allowed himself to forget that painful detail. But what exactly had passed between them just now? What did _she_ want from him?

_He didn't know._

He felt his heart beating painfully fast, louder and more erratic than that punk Gajeel channeling Metallica, and strumming crazily on his stupid guitar to woo little Levy.

_An incredible, burning ache spread through his belly._

And he reached slowly for her despite all his misgivings. He turned her around slowly, and he was facing the tearful face that turned him weak in the knees. He was wanting, and aching to brush away her tears, but she abruptly pulled away from him, rushing into the dressing stall, a thin curtain of cloth separating them. His feet followed her in without thinking, and suddenly, they were standing way too close to each other in the cramped stall.

He could see the enthralling pearl of her tears, tangling and clinging to her long, velvet lashes. Her dark soulful eyes, a beautiful rich crimson, moist and smoking up at him with the ashes and tides of so many repressed feelings, he felt like he was burning, and drowning in them.

He itched to decipher and dive into them, but she closed her lashes to his intrusive gaze, and the tears untangled from her lashes and fell. They rolled down her flushed cheeks against her will, flooding him inside out, and filling him with a kind of restless urgency that wouldn't let him be still.

He moved his thumb gently to caress her lips and wet cheeks, brushing away her falling tears, her glassy burgundy globes glittered wide, open and vulnerable in response, colliding with his fierce, dark craters, gazing at her with a strange, gruff tenderness.

"It's Okay" he breathed, somehow knowing what to say to her, "_It's Okay to be Happy._"

_She bit her trembling lip, sucking in her breath at his simple, breath-taking statement._

He had seen right through her. _And he thought it was okay._

_He thought it was okay for somebody like her to be happy._

She felt a stirring in her soul, a jumble of emotions rising up to her throat, choking her in a pain so wonderful, she welcomed it because it was so different from all the other kinds of pain she had known.

How could he be so wonderful? _How could he be so wonderful to somebody like her?_

He was simple, and yet, too complex for her to comprehend. Too _good_ for her.

She released the breath she had sucked in, and lowered her head in defeat, lips parting to say something, but trembling instead. She gathered her courage, and tried again, succeeding this time, under the sweet alertness of his gaze that said _he_ _cared_ for _her_.

_"Gray_,"

She whispered softly,

"_Thank you!"_

He stilled, as she smiled brilliantly up at him, through her sweet, salty tears, stealing his breath away again. She was doing a lot of that lately. And in a single day. He lost count of the innumerable times his breath caught; or throat felt unbearably tight; or stomach knotted in nervous anxiety in her vicinity today.

"I'm fine now." she said softly, wiping at her tears with the back of her knuckles.

He unconsciously backed away from her, averting his eyes to mask the intensity of his reaction to her, and bumped his elbow against a metal rod holding the stall together, rattling it. He was reminded he was inside the dressing stall with Ultear, pressed up against her in the cramped space, less than 3 inches of space between them.

"S-Sorry. I'll uh, wait outside for you."

He bungled, perpetually awkward, and slipped outside as silently as he could, not another syllable escaping him. He was confused, and beginning to forget the boundaries he had set for himself where she was concerned.

What was this 'thing' between them?

He had never felt this strongly about anybody else before. _He had never felt like he had found somebody who could understand him so completely until her_. _And he had never felt like_ _he could understand somebody so well until her._ _And it was terrifying and exhilarating and painful all at the same time_…

To have found somebody like _her_, and yet, know that he must keep his distance. To feel like they were meant to be, and weren't meant to be, all at the same time. He felt at a complete loss. He didn't know what it meant.

Were they a lost cause? Or weren't they?

_Maybe just hugging these feelings to himself in secret was enough. _

He would have to _make_ it enough.

There were circumstances and boundaries between them he shouldn't cross.

And pain. Too much pain between them to make it okay for him and her to just be. No matter how he felt. How could he bridge through the pain without her consent? How could he hope that she would want it of him? _It didn't help that he wasn't clear on what she wanted from him. And he probably never would._

The connection between them was too agonizing, and tenuous, and built on pain as it was, that he was afraid; He was afraid that if he made the slightest wrong move, it would break, and _they would break_, and there wouldn't be anything between them to salvage anymore.

He didn't want that. He wanted to remain connected to her.

She was his last living connection to Ul and he didn't want to sever that.

_And he wanted to respect her._

He wanted to respect her boundaries, even though he wasn't sure what they were.

"umm, Gray?" She slid the curtain open suddenly, and poked her head out. She turned her back to him slowly, awkwardly, looking over her shoulders evasively at him, "Could you unzip my dress for me? It's um, giving me a lot of trouble... "

_The universe was cruel to him though. _It kept innocently provoking him, and testing his will. She turned forward again, exposing the back of her lovely neck and shoulders to him. He stepped closer to her without a word, and gently swept the hair she hadn't managed to pull out of the way, touching the bare skin of her back as he did so, grazing against Crime Sorcierre's insignia etched on her back.

_He took his time. _

This was probably the only time he would get to be this close, and intimate with her, so he lingered, and worked slowly, trying not to look like he was. He fiddled with the zipper, and found that it was stuck on the dress, the edges of its material wedged between it. He used both his fingers to pull it free, aware of her close proximity, and his slow, steady breathing on her neck, lightly blowing the few dark strands of her vibrant, lilac hair that escaped her hold.

And then he was done; _too soon, he thought ruefully. _But if he lingered any longer, she would find it strange.

He stepped back reluctantly, moving stiffly, and she turned around, and stood on her tip-toes… intending to kiss his cheek, but missing the angle, and brushing the corner of his lips instead, stunning him speechless.

She didn't wait to assimilate his reaction, and quickly slipped back inside, closing the curtain on his dumbfounded expression. He raised his hand to touch the corner of his lips in a besotted daze, his eyes softening incredibly in awe, and despite his earlier resolve to not yearn for things he couldn't have.

He reached for the dress she had just taken off, half- hanging over the metal rod and tugged it down. He threw it casually at the gold-toothed, grinning, street-peddler, and ended up spending the entirety of his pouch full of coins on it. The pretty provocative little dress turned out to be pretty, darned expensive, but he didn't have the heart to bargain. He somehow felt like it was worth it today.

When she came out, he simply handed it to her casually without ceremony, "Here,.."

She looked up at him with those paralyzing, wide, bittersweet dark lights again,

"what..-"

"its-

"Ulllllllllllll" Meredy unexpectedly glomped her, interrupting their exchange out of nowhere,. "Yay, Am I glad we found you so quickly! Our detours turned out to be pretty boring, and we were missing you, so we decided to come find you here! Are you happy to see us?!"

"Melody! Gerard! –"

_They had been too focused on each other, and hadn't noticed them approaching._

"Whoa, Gray! Fancy seeing you here!" a busty, pretty, and long haired Melody chirped cheerfully at him when she finally noticed him beside Ultear, completely at odds with the subdued, boyish, child-like image of the past he was familiar with.

Caught off guard by her appearance, he responded as casually as he could, "Yo, you look…uh, happy." She giggled, "I am)."

"That's good" he said, smiling down at her contagious cheer, then shifted his gaze warily toward Gerard, who nodded at him quietly. "Gray."

'Gerard." He nodded back coolly.

He didn't like Gerard much. With good reason.

He was aware Ultear had manipulated the guy. He understood that. He even sympathized with him. But he still couldn't bring himself to completely like the guy. It wasn't like he had a personal connection with him like he had with Ultear, Or Erza had with him anyway.

So it wasn't just a meaningless irrational dislike, though it was a bit of that too. He supposed the fact that he had brought Erza so much pain factored into it a bit. A lot actually. But that wasn't all though. He was irrationally jealous of the easy camaraderie, and understanding he had with Ultear too. Just a little bit. He understood it. He even knew Gerard was in love with Erza, but it still irked him that _he_ could spend time with Ultear when Gray just didn't have that luxury.

But then again, it was the same for Gerard too, wasn't it? Gray got to spend a lot of time with Erza, while Gerard simply didn't, no matter how he felt about it. Damn, he pitied the guy after all- He paused suddenly _before _he could fully form his thought. What was he saying? How did this matter? Or factor into anything at all?

_It's not like he was in love with Ultear the way Gerard was in love with Erza; right?_

_It couldn't be. _

He just had randomly complicated feelings for Gerard. And Ultear. And that was it.

At the end of the day, they were all just victims of ugly circumstances.

_His ribs felt a little sore again._ What kind of a horribly twisted world did they live in?

Everything was just so painfully messed up.

_They _were all so painfully messed up.

Even so, like Erza,he had determined they must live. He had determined they must move forward anyway, no matter what.

_It wouldn't do to dwell on painful impossibilities._

"Guess it's time to be leaving then," He said softly, locking gazes with Ultear, then added lightly, feeling that they had graduated to a unique, tentative sort of friendship atleast, "See you around."

"Of course!" she retorted, smiling brightly at him, hugging her small package close. "You'll definitely see us again. Thanks for the dress!"

"Aa. Make sure you wear it sometime!"

"Ehh?" Melody blinked, surprised, and burst out in a rambling rush, "You're leaving already? Wait, make sure you say Hi to Juvia for me!"

"Will do." he responded absently, his eyes still on Ultear, and he turned slowly. He raised a hand at them in a casual wave, as he walked away from _her, _feeling light on his feet.

"Gray!" she called out suddenly, and he paused. He caught a strange note of painful urgency in her voice and he turned around apprehensively, his feet feeling large and heavy and contrary to seven seconds ago. She threw something at him, and confused, he reflexively grabbed - _the dress-_. "What are you!-"

She smiled brightly at him. _Too painfully bright_. And his heart constricted..

"I'm not going to be needing it on my path. You should give it to someone who can use it!"

_..and unexpectedly hurt._

He wondered if _that_ was her way of subtly rejecting him.

Had she caught on to the fact that his feelings for her were bordering on .._he didn't know__what_.?

"Oooh what is that Ul?" Melody pitched in, oblivious to the underlying tension between them.

"Oh, its nothing, just a dress I was trying on for fun, and Gray was kind enough to buy it for me!"

"Oohh I see," she said excitedly, _not seeing at all…_ "A dress! That's what you were talking about earlier! Why don't you just keep it Ul?"

…_But she had a point._

"She's right. _Why won't you just keep it?_" Gray asked her pointedly in deceptive calmness, extending the package toward her with one hand.

She gently pushed it back at him, insisting, "_I told you_, I wouldn't ever be wearing it and that would be a shame. Besides, I look plenty sexy in what I'm wearing right now, right Melody?"

Melody chuckled, "That you do! Our new looks are pretty fantastic, aren't they?! What do you think, Gray?"

"They look good," he said awkwardly, "but well, .-" he trailed off, not quite sure how to argue his point.

"I know!" Melody exclaimed suddenly, "Why don't you just give it to Juvia Gray?! I'm sure she'd be over the moon about it, unlike our self-depreciating Ul here."

Gray blushed uncomfortably at that, "_Why_ bring Juvia into it? And how the hell do you know how she feels about me anyway? Then again," he brushed his other hand threw his hair uneasily, "I suppose she's too obvious about it."

"Bingo. I also linked us together when I fought her. And you too for that matter! Have you two made any progress yet?" Melody asked him interestedly.

"None. Whatsoever. And we're not like that."

"Not yet." She said in an annoying, sing-song voice.

"Look," he said bluntly, "She's great alright, but I don't feel the way she does." he stopped there, not wanting to elaborate or be disrespectful, but still wanting to make it absolutely clear to them he wasn't invested romantically in their relationship. "What do you mean you linked us together?"

"Okay, Okay, sheesh, I was just teasing. Yup, with my magic. If you happened to cry suddenly at Tenrou Island, without knowing why, that was us. She sure loves you to an abnormal extent, I almost couldn't bear it."

"Sigh, I know. So that weird episode was you guys, huh? It still doesn't really change anything though. I care about her, but I _don't _feel the same."

Melody winked at him, "Ah, well, it's painful for her if it's unrequited, no? You never know though, there could be progress by the time I see you next!"

"Not likely."

"If you say so, but I can only tell when I see you two again for myself!"

_It was hopeless to argue against that._

He looked self-consciously at Ultear. She was simply smiling casually through Melody's teasing, an unsettling, blank ambiguity coloring her expressive eyes.

_He felt a bit bitter._ He had avoided looking at her through the pointless exchange, but it didn't matter. _She didn't care anyway._

"Whatever. I'm not about to give her the dress, and encourage her with mixed signals. Here, why don't you take it? I don't really have a use for it."

"Me?! Oh no, I'm just like Ultear, I really won't have any need for it. Jeez, how about Lucy then, Or Erza?! Your good friends, right? Just give it to her. Giving it to Erza should be fine, right? She won't misunderstand. Besides, It'll make all of us really happy, Ul too, especially Gerard! Right Ul?"

"Right!" Ultear smiled mischievously at him _for real_, the blank ambiguity lifting, a sweet teasing glint entering her eyes, and that was all he cared about, "it'll give Gerard something to stare at the next time he sees her!"

"Right," he retorted dryly, relieved she was _her_ again, but still a little irked, "to burn it into his memory for when he's miserable and alone! A torture device in the making,"

She winced, "Well, we were once _good_ at being evil. It seems we can't entirely leave our regrettable pasts behind."

Gray felt contrite at the jibe, and said softly, "Well, it was clever. And you're pretty great at being good despite that." then muttered awkwardly, "Gerard probably prefers a glimpse to nothing anyway."

Melody piped in, "That's right, Ul! Your fantastic at being good! Good going Gray! Gerard, you better say something to cheer Ul up too! Or she will beat herself up to a cheerful gloom."

Gerard blushed uncomfortably, but added for Ultear's sake, "uh, Right. My memories of Erza are what keep me going. So, uh, more of her can never be a bad thing." He closed his eyes, embarrassed but added contemplatively, "Some kinds of pain are always worth the effort. So _Yes_. Something of her is better than nothing."

When he opened them, he looked directly at Gray, and inquired shrewdly, a vague suspicion forming in his head, "_I assume you agree Gray_?

Gray stared directly at Ultear instead, not caring he might confirm Gerard's suspicions, and answered gruffly, _and honestly_, "Yeah, I'd rather I had _something_ than nothing too. If a memory is all I can have, then a memory is all I will live on."

"Hear, Hear." Melody cheered, as Ultear turned red, and coughed, "Gray is quite the romantic, isn't he, Ul? No wonder Juvia is head over heels for him, though the poor kid's probably never seen this side of him. Or has she?"

"She _hasn't_."

"Okay then, it's a shame! Don't you think so, Ul?"

"Hmmm. A girl would be ridiculously lucky and happy to have him be head over heels and share those sides of him with her."

The tip of his ears turned red, a painful warmth curling inside him like a cuddly, furry companion, _because he could see_ in her serious, laughing eyes, whether she knew it or not that there were overwhelming grains of truth in the fun.

"You said it, not me." He managed quietly in a low pitch, his eyes smiling achingly into hers.

"Hmm," she warned teasingly "you really should go before _I_ fall head over heels for you Gray!"

_He wanted to tell her that that didn't sound so bad-_

"Or _Melody_!" Ultear added, cutting down his thoughts.

"That's Right!" Melody echoed exaggeratedly, "You don't _want_ either of us falling for you, Gray! It'd be Erza and Gerard level torture! Uh huh. We have strict rules. We, who live in the shadows, can't ever be with those who walk in the light."

He raised his eyebrows, a little stunned "What?"

"I'm a hopeless cause, Gray." Ultear said softly. "Melody too."

"I see." He said quietly, a weird hurt making its way back inside, as he read between the lines, half-serious, "then it's time for me go, I guess. Before I do something _crazy_, like fight you and make you change your rules."

She smiled piercingly at him, while Melody chuckled.

"Byeeee Gray! Say Hi to Erza for Gerard! Maybe even tell her all the mushy stuff he said!" "_Melody_", Gerard coughed out, looking embarrassed, and raised an awkward hand at him in parting. Gray responded in kind, feeling sorry for the guy.

"What! It'll make Erza happy" Melody sang out.

"If I _remember_ it," Gray relented dryly, and Ultear chuckled, the soft sound staying with him.

Melody stuck her tongue out at him like a little kid, and he rolled his eyes, grinning complacently at her, "Real mature, kid." "ha ha, very funny, _dad_," she said sarcastically, and narrowed her eyes at him, "I'll sick _mom_ and _uncle Gerard_ on you if you make fun of me!"

"Oh, _really?_" He teased, raising an amused brow at her still childish response.

"Just stop Gray, Melody adores teasing aplenty, but simply cannot tolerate being teased…which is why it is so much fun teasing her, _but_-!"

"Ul! Whose side are you on anyway?!"

"Oops, Sorry. Don't bully Melody, Gray!"

"Right. Sorry." Gray murmured, raising his hands up defensively.

Gerard sighed, and Melody raised a haughty brow at him. Ultear raised both her brows, and cleared her throat and then it clicked,

"_Right. _Sorry Melody!_"_

"You're forgiven!" she beamed at him.

"Thanks!" he said dryly, sharing an amused glance with Ultear.

"I guess you gotta get going now Gray! But we'll see you soon! Ul has a fabulous idea regarding your sad power-levels!"

"So she said!" he retorted curiously.

"I'm not telling either. You'll find out soon enough,"

"_Okay_, Fine. Whatever."

He turned to look at Ultear, his gaze lingering, "I'll look forward to it."

"Please do. Goodbye Gray." Ultear murmured softly, a wealth of bittersweet meaning in her eyes.

_He supposed it was a goodbye of sorts for them._

"Goodbye." he responded in kind, a gruff softness in his dark, brooding eyes.

He would have to make sure to never dwell on their brief, bittersweet exchanges. Or the strange, indefinable, emotional pull between them.

_She didn't want him to. She as good as told him that._

So he walked resolutely away from her, painfully clutching the dress she didn't want, that he still pathetically felt was _worth_ buying for her.

_Something of Ultear was better than nothing of her._

He fought the temptation to turn around, and look back at her one more time.

_At least this time, he thought wistfully, he knew he would see her again._

And maybe with time, things could change between them.


End file.
